hey guys here's a one shot for you! Keep in mind that this is NOT a happy story, just something my sick mind came up to get my emotions out...

Characters: mainly Tony and Steve (NOT ROMANCE)

Pairings: none

Rating: K+ for character death

Please drop a review if you don't mind, and if there's something you want me to write just PM me and we'll talk. Now on with the depression!

"What do you mean you don't know where he is?" Tony exclaimed, his face as red as a tomato. Bruce was doing his best to keep the Other Guy from getting out, and Thor was twitching his hand, as if debating whether or not he should call Mjolnir. Clint and Natasha remained stoical, but anyone could tell they were pissed.

"Three days ago, we lost contact with Captain Rogers. We don't know his present location," Fury replied, his face emotionless as usual.

"What happened?" Banner asked in a strained voice.

"He was on a mission gathering intel for us in Newport, Maine, when things went south. We're not sure exactly what happened, but we haven't heard from Rogers or any of his men since."

"What kind of intel?" Natasha questioned.

"About a group of people who call themselves The Insurrectionists. They're a group of anarchists who hate everything about the government, especially superheroes."

"Why would they hate the most powerful warriors of Midgard?" Thor inquired.

"People like that don't like anything more powerful than they are. They want to feel superior, and they're willing to do whatever it takes to show it," Clint answered.

"So if Steve's been captured by these people..." Bruce trailed off.

"Then it's imperative that we find him as soon as possible," Natasha finished. Tony whipped out his phone and pushed a few buttons.

"Well then, let's get looking."

Steve screamed in pain as the whip was brought down repeatedly on his back. He didn't how long he had been held captive, but it seemed like years. He had been on a mission for SHIELD looking for information on some group of anarchists when the warehouse he and his men were investigating exploded. All of Steve's men were killed in the blast, and he had been taken captive. Of course, this wasn't the first time the captain had been captured, but this time was different. They didn't demand information from him, nor reveal that they were one of his old enemies who was back for revenge. In fact, they didn't speak to him at all. They just went straight to torture. So far, the captain had been water boarded, electrocuted, and beaten with a baseball bat. Now, they had stripped him of his shirt and were beating him with a whip that had pieces of broken glass attached to the ends.

"Please...stop," Steve begged pitifully. Each time the whip came down, the glass would dig into his back and rip the flesh off. It was the most pain Steve had ever been in.

"Look at this. The great Captain America is begging for mercy," the man who was obviously the leader taunted. The two men who had been whipping Steve took a step back to admire their work.

"What do you...want with me?" the captain asked breathlessly. This was the first time his captors had spoken to him since his capture, so he was determined to get some information.

"All of you superheroes think you're invincible. I bet you never thought mere men like us could take you down. But to tell the truth, it was disappointingly easy. So to answer your question, Captain Rogers, I want you to suffer," the man replied venomously. The two men stepped forward to start whipping the captain again, but their leader stopped them. "I believe he has had enough for today. We will resume tomorrow if he is still alive. Sweet dreams, Captain," the man said maliciously. He then left the room with his men trailing behind him.

When his captors could no longer see him, Steve allowed himself to break down. Hot tears streamed down his face as excruciating pain ran rampant throughout his body. He wanted out of here; he couldn't take any more torture.

The captain thought of his team. Would they ever find him? He knew they were looking for him, they had to be, but would they find him in time? He didn't know how much longer he could hold on. Even with his super soldier healing, the men had beaten his body almost beyond recognition. He was broken.

"Guys, I think I got something," Tony announced, looking up from his tablet. He and the other Avengers had been working tirelessly for hours to find their captain.

"What is it?" Bruce asked as he and the others gathered around the billionaire.

"Well, I've been working with that chick Skye on Coulson's new team, and she said she's heard of these people. Apparently they're buddies with the Rising Tide. Anyway, she and I have been searching through their regular communication signals and found a hit about forty miles from where Steve last checked in."

"I'll pilot," Clint announced immediately.

"I'll have JARVIS send you the exact coordinates. Thor and I will meet you guys there," Tony replied then went to get his suit on. Once everyone was suited up and ready to go, Clint, Natasha, and Bruce boarded the quinjet with a team of medics.

"Now, let's go get our Captain!" Thor boomed then flew off with Mjolnir.

"Wait, Thor, you're going the wrong way!" Tony called as he took off after the god.

Steve was almost asleep when he suddenly heard a loud crash followed by a bright light.

"Guys, I found him. Get the medics ready," a familiar yet mechanical voice said. Steve shifted his gaze to the door and saw Iron Man walking towards him.

"T'ny?" He slurred. He almost couldn't believe it.

"Yeah, Cap, it's me. Now let's get you out of here," Tony announced as he lifted up his faceplate. To say that Steve looked bad would be the understatement of the year. The captain's body was covered in dark bruises and burn marks, and his back was a bloody, mangled mess. It made the billionaire want to throw up.

"I'm not sure I can... hold on."

"Don't you dare talk like that. I didn't blow half this building up just to see you quit on me, Rogers," Tony determined. Steve chuckled weakly.

"I thought you...liked blowing stuff up."

"That's not the point. Now let's go," Tony said as he knelt beside the captain. But as soon as he touched his broken back, Steve screamed in agony.

"Tony, I-I can't do it. I'm sorry, but I can't. Just stay with me, please," the captain pleaded weakly, tears of pain streaming down his face. Tony's heart broke as he realized that it really was over. He was watching Captain freaking America die, and it just seemed wrong. This was a man who survived WWII and being frozen in ice for seventy years, for Christ's sake!

"I'm so sorry, Steve! If I had just gotten here sooner, I-"

"It's okay, Tony. It's not your fault or any of the others. Make sure they know that. It's well past my time to go anyway. I-I never belonged in this century," Steve said. His voice was so full of pain, and Tony felt hot tears form in the sides of his eyes.

"Yes you did, Cap. More than you'll ever know."

"Your dad...he would be proud of you," Steve said with a sigh. Tony laughed humorlessly.

"Yeah, because I did such a great job saving you."

"Don't worry about it. I'm finally going to see Bucky again...and Peggy," the captain said dreamily. Tony could tell he was close now. He had maybe a minute more at most.

"Yeah, Cap, you are. Just don't forget about all of us you're leaving here, alright?"

"I could never..." Steve trailed off. He drew in one final breath and closed his eyes. The great Captain America was dead. Tony fought to keep his tears back as he put his faceplate down and gently picked up the dead captain. He then flew out of the cell and into the open sky where he saw the other Avengers were waiting near the quinjet with a few prisoners and a team of medics.

"We were too late," the billionaire whispered. He laid Steve's body on a stretcher the medics provided then flew away, finally allowing the tears to fall.